SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): February 20, 2004
Applewood's Restaurants, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Nevada
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(State of Other Jurisdiction of Incorporation)
33-14711-LA 88-0210214
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(Commission File Number) (IRS Employer Identification No.)
6455 Industrial Park Road, Las Vegas, Nevada 89118
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(Address of Principal Executive Offices) (Zip Code)
(702) 896-0265
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(Registrant's Telephone Number, Including Zip Code)
(Former Name or Former Address, if Changed Since Last Report)
Item 4. Change in Registrant's Certifying Accountant
On February 17, 2004, our independent auditors, Bierwolf, Nilson &
Associates, Certified Public Accountants, informed us that on February 10,
2004, that firm had merged its operations into Chisholm, Bierwolf & Nilson,
LLC. Bierwolf, Nilson & Associates had audited our financials statements for
the two fiscal years ended December 31, 2002 and 2001 and its reports for
each of the two fiscal years did not contain an adverse opinion, disclaimer
of opinion, nor were they qualified or modified as to uncertainty, audit
scope or accounting principles. There were no disagreements with Bierwolf,
Nilson & Associates on any matter regarding accounting principles or
practices, financial statement disclosure, or auditing scope or procedure
during the past two fiscal years or any subsequent interim period preceding
the date of resignation. Our board of directors approved the change in
auditors.
During the two most recent fiscal years ended December 31, 2003 and 2002, and
through February 12, 2004, we did not consult with Chisholm, Bierwolf &
Nilson, LLC regarding either: (i) the application of accounting principles to
a specified transaction, either completed or proposed, or the type of audit
opinion that might be rendered on our financial statements, and neither a
written report was provided to us nor oral advice was provided that Chisholm,
Bierwolf & Nilson, LLC concluded was an important factor considered by us in
reaching a decision as to the accounting, auditing or financial reporting
issue; or (ii) any matter that was either the subject of a disagreement or a
reportable event.
On February 20, 2004, our board of directors met as a group and determined to
engage Chisholm, Bierwolf & Nilson LLC as our independent auditors to audit
our year ended December 31, 2003. Except with respect to normal
communications had with our prior auditors which merged with our new
independent auditors neither the Registrant nor anyone on our behalf
consulted with the newly engaged accountant regarding the application of
accounting principles to a specific transaction or the type of audit opinion
that might be rendered on our financial statements.
Item 7. Financial Statements and Exhibits.
Exhibits
16.1 Letter from Bierwolf, Nilson & Associates
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Applewood's Restaurants, Inc.
Date: February 20, 2004 By: /S/ Frank Reich
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Frank Reich, President